SECURITIES AND EXCHANGE COMMISSION
                                Washington, D.C. 20549

                                    __________
                                    ----------

                                  FORM 10-K/A-1

[X]      ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
         EXCHANGE ACT OF 1934 (FEE REQUIRED)

         For the fiscal year ended December 31, 2001
                                   -----------------

                                          OR

         TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
         EXCHANGE ACT OF 1934 [NO FEE REQUIRED]

         For the transition period from ________ to ________
                                        --------    --------

                     Commission file number 0-5485
                                            ------

                             VISKASE COMPANIES, INC.
                             -----------------------
              (Exact name of registrant as specified in its charter)

Delaware                                                           95-2677354
-----------------                                               -------------
(State or other jurisdiction of                              (I.R.S. Employer
incorporation or organization)                             Identification No.)

625 Willowbrook Centre Parkway, Willowbrook, Illinois                   60527
-----------------------------------------------------                  ------
(Address of principal executive offices)                            (Zip Code)

      Registrant's telephone number, including area code:  (630) 789-4900

            Securities registered pursuant to Section 12(b) of the Act:

                                       None

         Securities registered pursuant to Section 12(g) of the Act:

                      Common Stock, $.01 par value

     Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past 90 days. Yes    X       No
                                                   -------       -------

     Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is not contained herein, and will not be
contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form
10-K or any amendment to this Form 10-K. Yes    X       No
                                             -------       -------

     As of March 28, 2002 the aggregate market value of the voting stock held
by non-affiliates of the registrant was $469,859.

     As of March 28, 2002, there were 15,317,112 shares outstanding of the
registrant's Common Stock, $.01 par value.


<PAGE>
                                           PART III
                                           --------


ITEM 10.  DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
          --------------------------------------------------

Directors and Officers. The directors of Viskase Companies, Inc. ("Company"),
----------------------
their ages, principal occupations and certain other information with respect
to the directors are provided below.

Name                      Age     Principal Occupation
----                      ---     --------------------

Robert N. Dangremond      59      Mr. Dangremond has been a principal with
                                  Jay Alix & Associates, a consulting and
                                  accounting firm specializing in corporate
                                  restructurings and turnaround activities,
                                  since August 1989. Mr. Dangremond also
                                  serves as a Director for the Furr's
                                  Restaurant Group. Mr. Dangremond has served
                                  as a director of the Company since 1993.

F. Edward Gustafson       60      Mr. Gustafson has been Chairman of the
                                  Board, President and Chief Executive
                                  Officer of the Company since March 1996 and
                                  a director of the Company since 1993. (Mr.
                                  Gustafson has also been the President and
                                  Chief Executive Officer of Viskase
                                  Corporation ("Viskase"), a wholly owned
                                  subsidiary of the Company, since June 1998.
                                  Mr. Gustafson was Executive Vice President
                                  and Chief Operating Officer of the Company
                                  from May 1989 to March 1996 and President
                                  of Viskase from February 1990 to August
                                  1994.) Mr. Gustafson has also served as
                                  Executive Vice President and Chief
                                  Operating Officer of D.P. Kelly &
                                  Associates, L.P. ("DPK"), a management
                                  services and private investment firm, since
                                  November 1988.

Gregory R. Page           50      Mr. Page has been President and Chief
                                  Operating Officer of Cargill, Inc.
                                  ("Cargill"), a multinational trader and
                                  processor of foodstuffs and other
                                  commodities, since June 2000. From May 1998
                                  to June 2000, Mr. Page served as Corporate
                                  Vice President and Section President of
                                  Cargill. From August 1995 to May 1998, Mr.
                                  Page served as President of the Red Meat
                                  Group of Cargill. Mr. Page has served as a
                                  director of the Company since 1993.

For information regarding executive officers of the Company, see information
set forth under "Executive Officers of the Registrant" in Part I of this
report.

Section 16(a) Beneficial Ownership Reporting Compliance. Section 16(a) of the
Securities Exchange Act of 1934 requires the Company's officers, directors
and persons who beneficially own more than 10% of the Company's outstanding
Common Stock to file reports of ownership and changes in ownership of Common
Stock with the Securities and Exchange Commission, NASDAQ and the Company.
Based upon a review of relevant filings and written representations from the
Company's officers, directors, and persons who own more than 10% of the
Company's Common Stock, the Company believes that Messrs. Avram and Malcolm
Glazer failed to file a Form 5 reporting the acquisition of 3,955 and 3,390
shares, respectively, pursuant to the Non-Employee Directors' Compensation
Plan.

<PAGE>

ITEM 11.  EXECUTIVE COMPENSATION

Summary of Cash and Certain Other Compensation of Executive Officers. The
Summary Compensation Table below provides certain summary information
concerning compensation by the Company for 2001, 2000 and 1999 for services
rendered by the Company's Chief Executive Officer and each of the other
executive officers of the Company whose total annual salary and bonus
exceeded $100,000 in 2001.

<TABLE>
<CAPTION>
                                             SUMMARY COMPENSATION TABLE

                                                                         Long-Term
                                  Annual Compensation                Compensation Awards
                                                      Other Annual   Restricted              All Other
     Name and                        Salary   Bonus   Compensation   Stock Award   Options   Compensation
Principal Position            Year     ($)     ($)         ($)            ($)        (#)          ($)
---------------------------------------------------------------------------------------------------------
<S>                         <C>     <C>      <C>        <C>           <C>        <C>           <C>
F. Edward Gustafson           2001   513,000        -          -                                 24,745 (1)
Chairman of the Board,        2000   497,250  273,488     74,423        212 (2)    200,000 (3)   17,239
President and Chief           1999   492,000        -          -          -        175,000 (4)   18,479
Executive Officer

Gordon S. Donovan             2001   178,728   14,012     10,663                                  7,855 (5)
Vice President, Chief         2000   169,965   66,626      9,835        212 (2)     22,000        5,621
Financial Officer,            1999   167,044        -      7,980          -              -        7,535
Treasurer and Assistant
Secretary

Kimberly K. Duttlinger        2001   133,072    9,121      5,318                                  4,325 (6)
Vice President, Secretary     2000   143,127   49,093      2,147        212 (2)     15,000        4,294
and General Counsel           1999   140,664        -          -          -              -        4,336

</TABLE>

-------------------

(1) Includes $1,150 paid for group life insurance, $7,815 contributed to the
    Viskase SAVE Plan and $15,780 contributed to the Viskase Companies, Inc.
    Parallel Non-Qualified Savings Plan (the "Non-Qualified Plan").

(2) Grant of 75 restricted shares of Common Stock to each of Messrs. Gustafson
    and Donovan and Ms. Duttlinger under the Company's "Diamond Anniversary
    Grant." The shares are subject to forfeiture until October 27, 2003.

(3) In 2000, Mr. Gustafson was granted a stock option to purchase up to
    200,000 shares of Common Stock depending on the financial performance of
    the Company based on earnings before interest, taxes, depreciation, and
    amortization ("EBITDA") for fiscal year 2000. Based on the Company's
    EBITDA for fiscal year 2000, a portion (i.e., 50,000 shares of Common
    Stock) of this stock option will vest in three equal annual installments
    commencing August 31, 2002. See the "Option/SAR Grants in Last Fiscal
    Year" Table.

(4) In 1999, Mr. Gustafson was granted a stock option to purchase up to
    175,000 shares of Common Stock depending on the financial performance of
    the Company based on EBITDA for fiscal year 1999. No part of this stock
    option became exercisable and it expired by its terms.

(5) Includes $494 paid for group life insurance, $5,362 contributed to the
    Viskase SAVE Plan and $1,999 contributed to the Non-Qualified Plan.

(6) Includes $333 paid for group life insurance and $3,992 contributed to the
    Viskase SAVE Plan.

Stock Option Exercises and Holdings. The following table provides information
concerning the exercise of stock options during the fiscal year ended December
31, 2001 and the fiscal year-end value of stock options with respect to each
of the persons named in the Summary Compensation Table.

   Aggregated Option/SAR Exercises in 2001 and December 31, 2001 Option Values

                                               Number of
                                               Securities      Value of
                                               Underlying      Unexercised
                                               Unexercised     In-the-Money
                          Shares               Options at      Options at
                         Acquired    Value     12/31/01(#)     12/31/01($)
                       on Exercise  Realized   Exercisable/    Exercisable/
Name                       (#)        ($)      Unexercisable   Unexercisable
----------------------------------------------------------------------------

F. Edward Gustafson........ --         --       170,000 / 0        0 / 0
Gordon S. Donovan.......... --         --        79,000 / 0        0 / 0
Kimberly K. Duttlinger..... --         --        40,000 / 0        0 / 0

Pension Plan Table. The following table sets forth estimated annual benefits
payable upon retirement under the Retirement Program for Employees of Viskase
Corporation (the "Retirement Plan") to employees of the Company and its wholly
owned subsidiary, Viskase, in specified remuneration and years of service
classifications.

<TABLE>
<CAPTION>
                                          Pension Plan Table

Assumed Final Average             Annual Benefits for Years of Service Indicated (2)
Annual Salary (1)

<S>                   <C>         <C>          <C>            <C>           <C>
                         15           20             25             30             35
--------------------   ------      -------        -------         -------       -------
100,000                18,000       24,000         30,000          36,000        42,000
150,000                27,000       36,000         45,000          54,000        63,000
200,000                36,000       48,000         60,000          72,000        84,000
250,000                45,000       60,000         75,000          90,000       105,000
300,000                54,000       72,000         90,000         108,000       126,000
350,000                63,000       84,000        105,000         126,000       147,000
400,000                72,000       96,000        120,000         144,000       168,000
450,000                81,000      108,000        135,000         162,000       189,000
500,000                90,000      120,000        150,000         180,000       210,000
550,000                99,000      132,000        165,000         198,000       231,000

</TABLE>
(1) Annual benefits payable under the Retirement Program are calculated based
    on the participant's average base salary for the consecutive thirty-six
    (36) month period immediately prior to retirement.

(2) The annual benefits payable are based on straight-life annuity basis at
    normal retirement age. The benefits reported in this table are not subject
    to any reduction for benefits paid by other sources, including Social
    Security. As of December 31, 2001, Messrs. Gustafson and Donovan and
    Ms. Duttlinger are credited with 12, 14, and 5 years of service,
    respectively.

Compensation of Directors. Each director who is not an officer of the Company
received an annual retainer of $20,000 in 2001 and a fee of $1,000 for each
attended meeting of the Board of Directors prior to September 1, 2001 and
$4,000 for each attended meeting of the Board of Directors thereafter.
Chairmen of committees (other than the Interested Person Transaction
Committee) of the Board of Directors received an annual retainer of $1,500
in 2001. Directors also received a fee for each attended meeting of a
committee of the Board of Directors (other than the Interested Person
Transaction Committee) of $1,000 ($500 in the case of committee meetings
occurring immediately before or after meetings of the full Board of Directors)
Members of the Interested Person Transaction Committee did not receive a fee
in 2001. Directors who are officers of the Company do not receive compensation
in their capacity as directors. Pursuant to Viskase Companies, Inc. 1993 Stock
Option Plan, as amended, on the date of each annual meeting of stockholders,
non-employee directors are granted a stock option to purchase 1,000 shares of
Common Stock at an option exercise price equal to the fair market value of the
Common Stock on the date of grant. The Company did not hold an annual meeting
of stockholders during 2001. Pursuant to the Non-Employee Directors'
Compensation Plan, non-employee directors may elect to receive their director
fees in the form of shares of Common Stock. The number of shares received is
based on the average of the closing bid and ask price of the Common Stock on
the business day preceding the date the Common Stock is issued. None of the
directors currently receive their fees in the form of shares of Common Stock.

Compensation Committee Interlocks and Insider Participation. The Compensation
and Nominating Committee of the Board of Directors consists of Messrs.
Dangremond and Page, each of whom is a non-employee director of the Company.
Mr. Page is the President and Chief Operating Officer of Cargill, Inc. In
fiscal year 2001, Viskase Corporation, a wholly owned subsidiary of the
Company, had sales of $689,000 made in the ordinary course to Cargill, Inc.
and its affiliates.

Employment Agreements and Change-in-Control Arrangements

Employment Agreements with F. Edward Gustafson. On March 27, 1996, the Company
entered into an Employment Agreement with Mr. F. Edward Gustafson. The
Employment Agreement was amended and restated during 1997, amended twice
during 2001 and once during 2002 (the "Employment Agreement"). Pursuant to the
Employment Agreement, Mr. Gustafson has agreed to serve as Chairman of the
Board, President and Chief Executive Officer of the Company, and the Company
has agreed to use its best efforts to cause Mr. Gustafson to be elected as a
director of the Company, during the term of the Agreement. The initial term of
the Employment Agreement is three (3) years, provided, however, that on March
26, 1997 and each subsequent anniversary thereof, the term of the Employment
Agreement will be automatically extended for a period of one (1) year unless
the Company or Mr. Gustafson gives written notice to the other at least thirty
(30) days prior to the anniversary date that the term shall not be so
extended.

Under the Employment Agreement, Mr. Gustafson receives an annual base salary
of $513,000 and $30,000 per year in lieu of a Company-provided automobile.
Mr. Gustafson's base salary will be increased by the Compensation and
Nominating Committee of the Board of Directors each year in a manner
consistent with increases in base salary for other senior officers of the
Company. In addition, the Employment Agreement provides that Mr. Gustafson
would be eligible to receive a bonus based on a percentage of his base salary
depending on the Company's performance based on EBITDA. Mr. Gustafson will be
eligible to receive an annual bonus for future fiscal years of the Company
based on such financial performance or other performance-related criteria as
established by the Compensation and Nominating Committee after consultation
with Mr. Gustafson. For information concerning actual bonuses earned by Mr.
Gustafson, see the "Summary Compensation Table." Mr. Gustafson is also
entitled to participate in any employee benefit plans in effect for, and to
receive other fringe benefits provided to, other executive officers.

Pursuant to and upon execution of the Employment Agreement, Mr. Gustafson was
granted two (2) stock options, each to purchase 35,000 shares of Common Stock.
One (1) stock option is exercisable in cumulative annual increments of one-
third commencing on the first anniversary of the date of grant. The other
stock option is exercisable in cumulative annual increments of one-third
commencing on the second anniversary of the date of grant. In addition,
Mr. Gustafson was granted a third stock option to purchase up to 75,000 shares
of Common Stock dependent on the Company's financial performance for fiscal
year 1996. The Company did not meet the financial performance targets and,
therefore, no portion of this stock option became exercisable or will become
exercisable in the future. Lastly, Mr. Gustafson was granted 35,000 restricted
shares of Common Stock which could not be transferred, and were subject to
forfeiture, until March 27, 1999.

If Mr. Gustafson's employment is terminated by the Company for Cause, as
defined in the Employment Agreement, or by Mr. Gustafson other than for Good
Reason or Disability, as defined in the Employment Agreement, Mr. Gustafson
will be paid all Accrued Compensation, as defined in the Employment Agreement,
through the date of termination of employment. If Mr. Gustafson's employment
with the Company is terminated by the Company for any reason other than for
Cause, death or Disability, or by Mr. Gustafson for Good Reason, (i) Mr.
Gustafson will be paid all Accrued Compensation plus 300% of his base salary
(or 200% in the event that DPK, or a company in which DPK has a substantial
interest, is the beneficial owner of the Company following a Change of
Control) and the prorated amount of annual bonus that would have been payable
to Mr. Gustafson with respect to the fiscal year in which Mr. Gustafson's
employment is terminated, provided that the performance targets have been
actually achieved as of the date of termination (unless such termination of
employment follows a Change in Control, as defined in the Agreement, in which
case Mr. Gustafson will receive a bonus equal to 50% of his base salary
regardless of the Company's performance) ("Termination Compensation"), (ii)
Mr. Gustafson will continue to receive life insurance, medical, dental and
hospitalization benefits for a period of twenty-four (24) months following
termination of employment, and (iii) all outstanding stock options and
restricted shares of Common Stock will become immediately exercisable, vested
and nonforfeitable. Under the Employment Agreement, with respect to any Change
in Control that occurred prior to November 1, 2001, Mr. Gustafson has until
thirty (30) days following the earlier to occur of (i) the date on which the
Company has provided written notice of acceptance to the exchange offer agent
with respect to the Exchange Offer (as defined in Amendment Number Three to
the Employment Agreement); (ii) the effective date of the Plan (as defined in
Amendment Number Three to the Employment Agreement) of the Company and Viskase
under Chapter 11 of the United States Bankruptcy Code or the date on which the
Company's and Viskase's bankruptcy is converted from a Chapter 11 proceeding
to a Chapter 7 proceeding; or (iii) the closing date contained in any agreement
related to the sale of substantially all of the assets of the Company and/or
Viskase or the sale or other issuance of at least a majority of the stock of
the Company or Viskase, to provide notice that he intends to terminate his
employment for Good Reason because of such Change in Control.  With respect to
any Change in Control occurring after November 1, 2001, Mr. Gustafson has one
year after such Change in Control to terminate his Employment Agreement for
Good Reason based upon such Change in Control.  During 2002, the Company
entered into a Letter of Credit Agreement with Mr. Gustafson which requires
the Company to secure and maintain a standby letter of credit in amount equal
to the Accrued Compensation and Termination Compensation.

Pursuant to the Employment Agreement, Mr. Gustafson is generally prohibited
during the term of the Agreement, and for a period of two (2) years
thereafter, from competing with the Company, soliciting any customer of the
Company or inducing or attempting to persuade any employee of the Company to
terminate his or her employment with the Company in order to enter into
competitive employment. For purposes of the Employment Agreement, the Company
includes Viskase Companies, Inc. and any of its subsidiaries over which Mr.
Gustafson exercised, directly or indirectly, any supervisory, management,
fiscal or operating control during the term of the Employment Agreement.

On August 30, 2001, Viskase entered into an employment agreement with Mr.
Gustafson ("Viskase Employment Agreement"). The Viskase Employment Agreement
was amended once during 2001 and once during 2002. The Viskase Employment
Agreement is substantially similar to the Employment Agreement. Any benefits
received by Mr. Gustafson under either employment agreement would be credited
against benefits payable under the other employment agreement.

Employment Agreements with Gordon S. Donovan and Kimberly K. Duttlinger. On
November 29, 2001, the Company and Viskase entered into employment agreements
with Mr. Gordon S. Donovan and Ms. Kimberly K. Duttlinger ("Executive
Employment Agreements"). Pursuant to the Executive Employment Agreement,
Mr. Donovan has agreed to serve as Vice President, Chief Financial Officer
and Treasurer of the Company and Viskase and Ms. Duttlinger has agreed to
serve as Vice President, Secretary and General Counsel of the Company and
Viskase, during the term of the Executive Employment Agreements. The initial
term of the Executive Employment Agreements is approximately three (3) years
ending December 31, 2004, provided, however, that on January 1, 2003 and each
subsequent anniversary thereof, the term of the Executive Employment
Agreements will be automatically extended for a period of one (1) year unless
the Company or Mr. Donovan or Ms. Duttlinger gives written notice to the other
at least thirty (30) days prior to the anniversary date that the term shall
not be so extended.

Under the Executive Employment Agreements, Mr. Donovan and Ms. Duttlinger
receive an annual base salary of at least $186,060 and $125,340, respectively.
Mr. Donovan's and Ms. Duttlinger's base salary will be increased by the
President of the Company each year in a manner consistent with increases in
base salary for other senior officers of the Company. In addition, the
Executive Employment Agreements provide that Mr. Donovan and Ms. Duttlinger
are eligible to participate in the (i) Management Incentive Plan, a bonus
program calculated as a percentage of his/her base salary depending on the
Company's performance based on EBITDA and his/her personal performance; (ii)
Non-Qualified Parallel Plan; (iii) Executive Auto Allowance Program; and, (iv)
1993 Stock Option Plan and any replacement thereof. Mr. Donovan and Ms.
Duttlinger are also entitled to participate in any employee benefit plans in
effect for, and to receive other fringe benefits provided to, other executive
officers.

If Mr. Donovan's or Ms. Duttlinger's employment is terminated by the Company
for Cause, as defined in the Executive Employment Agreements, or by Mr.
Donovan or Ms. Duttlinger other than for Good Reason or Disability, as
defined in the Executive Employment Agreements, Mr. Donovan or Ms. Duttlinger
will be paid all Accrued Compensation, as defined in the Employment Agreement,
through the date of termination of employment. If Mr. Donovan's or Ms.
Duttlinger's employment with the Company is terminated by the Company for any
reason other than for Cause, death or Disability, or by Mr. Donovan or Ms.
Duttlinger for Good Reason, (i) Mr. Donovan or Ms. Duttlinger will be paid all
Accrued Compensation plus 200% of his/her base salary and the prorated amount
of annual bonus that would have been payable to Mr. Donovan or Ms. Duttlinger
with respect to the fiscal year in which his/her employment is terminated,
provided that the performance targets have been actually achieved as of the
date of termination (unless such termination of employment follows a Change in
Control, as defined in the Agreement, in which case Mr. Donovan will receive a
bonus equal to 40% of his base salary regardless of the Company's performance
and Ms. Duttlinger will receive a bonus equal to 35% of her base salary
regardless of the Company's performance), (ii) Mr. Donovan and Ms. Duttlinger
will continue to receive life insurance, medical, dental and hospitalization
benefits for a period of twenty-four (24) months following termination of
employment, and (iii) all outstanding stock options and restricted shares will
become immediately exercisable, vested and nonforfeitable.

Pursuant to the Executive Employment Agreements, Mr. Donovan and Ms. Duttlinger
are generally prohibited during the term of the Agreement, and for a period of
two (2) years thereafter, from competing with the Company, soliciting any
customer of the Company or inducing or attempting to persuade any employee of
the Company to terminate his or her employment with the Company in order to
enter into competitive employment. For purposes of the Executive Employment
Agreements, the Company includes Viskase Companies, Inc. and any of its
subsidiaries over which Mr. Donovan or Ms. Duttlinger exercised, directly or
indirectly, any supervisory, management, fiscal or operating control during
the term of the Executive Employment Agreements.


<PAGE>
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
         --------------------------------------------------------------

The following table sets forth the beneficial ownership of Common Stock as of
March 30, 2002 of (a) each person or group of persons known to the Company to
beneficially own more than 5% of the outstanding shares of Common Stock, (b)
each director and nominee for director of the Company, (c) each executive
officer of the Company listed in the Summary Compensation Table above, and (d)
all executive officers and directors of the Company as a group. All
information is taken from or based upon ownership filings made by such
persons with the Securities and Exchange Commission or upon information
provided by such persons to the Company.

<TABLE>
<CAPTION>
   Name and Address of                   Number of Shares            Percent
   Beneficial Owner                      Beneficially Owned (1)     of Class (1)
   -------------------                   ----------------------     ------------
<S>                                        <C>                      <C>
   Pacificor, Inc.                            5,000,000               32.64%
   1575 N. Ontare Road
   Santa Barbara, CA 93105

   Steven L. Gevirtz                          3,495,652 (2)           22.62%
   Katana Fund LLC
   Katana Capital Advisors LLC
   1859 San Leandro Lane
   Santa Barbara, California 93108

   F. Edward Gustafson                        1,979,610 (3)(4)(5)     12.78%
   625 Willowbrook Centre Parkway
   Willowbrook, Illinois 60527

   Donald P. Kelly                            1,770,287 (3)           11.56%
   701 Harger Road, Suite 190
   Oak Brook, Illinois 60523

   Volk Enterprises, Inc.                     1,300,000                8.50%
   618 S. Kilroy
   Turlock, California 95380

   Robert N. Dangremond                          64,340 (6)                *

   Gordon S. Donovan                            108,260 (5)(7)             *

   Kimberly K. Duttlinger                        40,306 (8)                *

   Gregory R. Page                               34,150 (6)                *

   All directors and executive officers
   of the Company as a group (5 persons)      2,226,666 (9)           14.26%
_________________________
-------------------------


*  Less than 1%.
</TABLE>

(1)  Beneficial ownership is calculated in accordance with Section 13(d) of
     the Securities Exchange Act of 1934 and the rules promulgated thereunder.
     Accordingly, the "Number of Shares Beneficially Owned" and the "Percent
     of Class" shown for each person listed in the table are based on the
     assumption that stock options which are exercisable currently or within
     60 days of March 30, 2002, held by such person, have been exercised.
     Unless otherwise indicated, the persons listed in the table have sole
     voting and investment power over those securities listed for such person.

(2)  Katana Capital Advisors, LLC manages the Katana Fund LLC and therefore is
     deemed to indirectly own the shares owned by the Katana Fund LLC.

(3)  The ownership indicated includes 70,287 shares owned by DPK, of which
     Mr. Kelly and Mr. Gustafson are principals and officers. The general
     partner of DPK is C&G Management Company, Inc. ("C&G Management"), which
     is owned by Mr. Kelly and Mr. Gustafson. The ownership indicated also
     includes 1,300,000 shares owned by Volk Enterprises, Inc. ("Volk"). Volk
     is controlled by Volk Holdings L.P., whose general partner is Wexford
     Partners I L.P. ("Wexford Partners"). The general partner of Wexford
     Partners is Wexford Corporation, which is owned by Mr. Kelly and Mr.
     Gustafson. Mr. Kelly and Mr. Gustafson share voting and investment power
     over the shares owned by DPK and Volk. However, Mr. Kelly and Mr.
     Gustafson each disclaim beneficial ownership of shares owned by DPK and
     Volk except to the extent of their respective pecuniary interest in such
     entities.

(4)  The ownership indicated includes 170,000 shares subject to stock options
     owned by Mr. Gustafson. The ownership indicated also includes 70,619
     shares owned by Mr. Gustafson's spouse. Mr. Gustafson does not have or
     share voting or investment power over the shares owned by his spouse and
     disclaims beneficial ownership of such shares.

(5)  The ownership indicated also includes 218,000 and 2,998 shares acquired
     by Messrs. Gustafson and Donovan, respectively, pursuant to the Non-
     Qualified Plan.

(6)  The ownership indicated includes 7,000 shares subject to stock options
     owned by each of Messrs. Dangremond and Page.

(7)  The ownership indicated includes 79,000 shares subject to stock options
     owned by Mr. Donovan, 8,000 shares held by Mr. Donovan as trustee for the
     benefit of his spouse, with whom Mr. Donovan shares voting and investment
     power over such shares and 1,000 shares owned by Mr. Donovan's spouse.
     Mr. Donovan does not have or share voting power over the 1,000 shares
     owned by his spouse. Mr. Donovan disclaims beneficial ownership of the
     shares held by him as trustee and the shares owned by his spouse.

(8)  The ownership indicated includes 40,000 shares subject to stock option
     owned by Ms. Duttlinger.

(9)  See Footnotes (3), (4), (5), (6), (7) and (8).



ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
         ----------------------------------------------

During 2001, the Company purchased product in the ordinary course of business
and on arm's-length terms from affiliates of DPK, including Volk, in the
amounts of approximately $377,000. Donald P. Kelly, a beneficial owner of
greater than 5% of the outstanding shares of Common Stock, and Mr. Gustafson,
a beneficial owner of greater than 5% of the outstanding shares of Common
Stock and the Chairman, Chief Executive Officer and President of the Company,
are executive officers and limited partners of DPK. Volk is an owner of
greater than 5% of the outstanding shares of Common Stock.

During 2001, Viskase Corporation, a wholly owned subsidiary of the Company,
had sales of $689,000 to Cargill, Inc. and its affiliates. Such sales were
made in the ordinary course of business. Gregory R. Page, President and Chief
Operating Officer of Cargill, Inc., is a director of the Company.




                                   SIGNATURES
                                   ----------


Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.

                                           VISKASE COMPANIES, INC.
                                           -----------------------
                                           (Registrant)


                                           By: --------------------------
                                               F. Edward Gustafson
                                               Chairman, Chief Executive
                                               Officer and President


                                           By: --------------------------
                                               Gordon S. Donovan
                                               Vice President, Chief Financial
                                               Officer and Treasurer

Date:  April 30, 2002

Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
registrant and in the capacities indicated on this 30th day of April 2002.



------------------------------                 -------------------------------
F. Edward Gustafson                            Gordon S. Donovan
Chairman of the Board, Chief                   Vice President, Chief Financial
Executive Officer and President                Officer and Treasurer
(Principal Executive Officer)                  (Principal Financial and
                                               Accounting Officer)


------------------------------                 -------------------------------
Robert N. Dangremond (Director)                Gregory R. Page (Director)